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* International Paper Co. said it reached a definitive agreement to take over rival Champion International for $7.3 billion in cash and stock after Finland’s UPM-Kymmene decided not to raise its competing bid. The company said Champion’s board accepted the offer, which is equivalent to $75 a share, with $50 in cash and $25 in International Paper stock.

* WPP Group said it sealed a deal to buy Young & Rubicam Inc. for about $4.3 billion. The transaction, announced after a rocky four-month courtship, will make London-based WPP Group, which also owns the venerable U.S. ad companies J. Walter Thompson and Ogilvy & Mather, the world’s largest ad and marketing company.

* Safety-Kleen Corp., an industrial waste recycler, said Chief Executive Kenneth W. Winger, Chief Operating Officer Michael J. Bragagnolo and Chief Financial Officer Paul R. Humphreys resigned. Safety-Kleen, North America’s largest recycler of industrial waste, put the three executives on leave on March 6 after two employees made allegations of accounting irregularities to a director. The allegations pushed the company’s shares down 45% that day.

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* Cisco Systems Inc. agreed to buy Qeyton Systems for $800 million in stock to gain products it needs to compete with Nortel Networks Corp. in the booming market for optical-networking gear. Closely held Qeyton, based in Sweden, makes devices that increase the amount of traffic carried on fiber-optic networks in metropolitan areas. It has no sales.

* Shareholders of Warner-Lambert Co. approved the company’s takeover by Pfizer Inc., clearing the way for Pfizer to topple Merck & Co. as the world’s No. 1 drug maker. Chief Executive Lodewijk de Vink said the merger would likely result in about 10% of the combined work force being eliminated. Separately, Forest Laboratories Inc. said it terminated an agreement to co-promote its antidepressant Celexa with Warner-Lambert and will pay $14 million to compensate Warner-Lambert for its loss of profit from the drug.

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